SAN JOSE, Calif., Jan. 4, 2021 /PRNewswire/ -- Broadcom Inc.
(Nasdaq: AVGO) ("Broadcom") announced today that it has priced its
previously announced offering (the "Offering") of $750 million of 1.950% Senior Notes due 2028 (the
"2028 Notes"), $2.75 billion of
2.450% Senior Notes due 2031 (the "2031 Notes"), $1.75 billion of 2.600% Senior Notes due 2033
(the "2033 Notes"), $3.0 billion of
3.500% Senior Notes due 2041 (the "2041 Notes") and $1.75 billion of 3.750% Senior Notes due 2051
(the "2051 Notes" and, together with the 2028 Notes, 2031 Notes,
2033 Notes and 2041 Notes, the "New Notes").
Broadcom intends to use the net proceeds from the sale of the
New Notes to repay certain of its existing indebtedness, including
funding the purchase of the Tender Offer Notes (defined below) and
the payment of accrued and unpaid interest, premiums, if any, fees
and expenses in connection therewith. The New Notes will be
guaranteed on a senior unsecured basis by certain of Broadcom's
subsidiaries. The Offering is expected to settle on January 19, 2021, subject to customary closing
conditions.
Concurrently with the Offering, Broadcom is conducting cash
tender offers (the "Tender Offers" and each, a "Tender Offer") to
purchase the outstanding notes described below, in each case
subject to market conditions and other factors, pursuant to an
Offer to Purchase and Consent Solicitation Statement, as
supplemented (the "Offer to Purchase"). The notes offered to
be purchased in the Tender Offers, listed in the order of priority,
are the (i) 3.125% senior notes due 2021 of Broadcom Inc., (ii)
3.000% senior notes due 2022 of Broadcom Corporation, (iii) 3.600%
senior notes due 2022 of CA, Inc., (iv) 3.125% senior notes due
2022 of Broadcom Inc., (v) 2.650% senior notes due 2023 of Broadcom
Corporation, (vi) 4.500% senior notes due 2023 of CA, Inc. and
(vii) 2.250% senior notes due 2023 of Broadcom Inc. (the "Tender
Offer Notes") up to an aggregate purchase price, excluding accrued
and unpaid interest, of $3.5 billion
(the "Aggregate Purchase Price"). The Aggregate Purchase Price
represents an increase in the previously announced amount of
$2.75 billion. Broadcom has
correspondingly increased the minimum gross proceeds required from
the Offering to satisfy the financing condition set forth in the
Offer to Purchase to $3.5 billion,
from the previously announced amount of $2.75 billion.
The New Notes are being sold in a private placement to persons
reasonably believed to be qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"), and to non-U.S. persons outside the United States under Regulation S under the
Securities Act. The New Notes have not been and will not be
registered under the Securities Act, and may not be offered or sold
in the United States absent
registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and other applicable securities laws.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the New Notes, nor shall there be
any sale of the New Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
This notice is being issued pursuant to and in accordance with Rule
135c under the Securities Act.
About Broadcom Inc.
Broadcom Inc., a Delaware
corporation headquartered in San Jose,
CA, is a global technology leader that designs, develops and
supplies a broad range of semiconductor and infrastructure software
solutions. Broadcom's category-leading product portfolio serves
critical markets including data center, networking, enterprise
software, broadband, wireless, storage and industrial. Our
solutions include data center networking and storage, enterprise,
mainframe and cyber security software focused on automation,
monitoring and security, smartphone components, telecoms and
factory automation.
Cautionary Note Regarding Forward-Looking Statements
This announcement contains forward-looking statements (including
within the meaning of Section 21E of the United States
Securities Exchange Act of 1934, as amended, and Section 27A
of the United States Securities Act of 1933, as amended) concerning
Broadcom. These statements include, but are not limited to,
statements that address our expected future business and financial
performance and other statements identified by words such as
"will", "expect", "believe", "anticipate", "estimate", "should",
"intend", "plan", "potential", "predict" "project", "aim", and
similar words, phrases or expressions. These forward-looking
statements are based on current expectations and beliefs of the
management of Broadcom, as well as assumptions made by, and
information currently available to, such management, current market
trends and market conditions and involve risks and uncertainties,
many of which are outside the Company's and management's control,
and which may cause actual results to differ materially from those
contained in forward-looking statements. Accordingly, you should
not place undue reliance on such statements.
Particular uncertainties that could materially affect future
results include risks associated with: the COVID-19 pandemic, which
has, and will likely continue to, negatively impact the global
economy and disrupt normal business activity, and which may have an
adverse effect on our results of operations; any loss of our
significant customers and fluctuations in the timing and volume of
significant customer demand; our dependence on contract
manufacturing and outsourced supply chain; our dependency on a
limited number of suppliers; global economic conditions and
concerns; global political and economic conditions; government
regulations, trade restrictions and trade tensions; our significant
indebtedness and the need to generate sufficient cash flows to
service and repay such debt; dependence on and risks associated
with distributors and resellers of our products; dependence on
senior management and our ability to attract and retain qualified
personnel; any acquisitions we may make, such as delays, challenges
and expenses associated with receiving governmental and regulatory
approvals and satisfying other closing conditions, and with
integrating acquired businesses with our existing businesses and
our ability to achieve the benefits, growth prospects and synergies
expected by such acquisitions; involvement in legal or
administrative proceedings; quarterly and annual fluctuations in
operating results; our ability to accurately estimate customers'
demand and adjust our manufacturing and supply chain accordingly;
cyclicality in the semiconductor industry or in our target markets;
our competitive performance and ability to continue achieving
design wins with our customers, as well as the timing of any design
wins; prolonged disruptions of our or our contract manufacturers'
manufacturing facilities, warehouses or other significant
operations; our ability to improve our manufacturing efficiency and
quality; our dependence on outsourced service providers for certain
key business services and their ability to execute to our
requirements; our ability to maintain or improve gross margin; our
ability to protect our intellectual property and the
unpredictability of any associated litigation expenses;
compatibility of our software products with operating environments,
platforms or third-party products; our ability to enter into
satisfactory software license agreements; availability of third
party software used in our products; use of open source code
sources in our products; any expenses or reputational damage
associated with resolving customer product warranty and
indemnification claims; market acceptance of the end products into
which our products are designed; our ability to sell to new types
of customers and to keep pace with technological advances; our
compliance with privacy and data security laws; our ability to
protect against a breach of security systems; fluctuations in
foreign exchange rates; our provision for income taxes and overall
cash tax costs, legislation that may impact our overall cash tax
costs and our ability to maintain tax concessions in certain
jurisdictions; and other events and trends on a national, regional
and global scale, including those of a political, economic,
business, competitive and regulatory nature. Many of the foregoing
risks and uncertainties are, and will be, exacerbated by the
COVID-19 pandemic and any worsening of the global business and
economic environment as a result.
Our filings with the Securities and Exchange Commission ("SEC"),
which you may obtain for free at the SEC's website at
http://www.sec.gov, discuss some of the important risk factors that
may affect our business, results of operations and financial
condition. Actual results may vary from the estimates provided. We
undertake no intent or obligation to publicly update or revise any
of the estimates and other forward-looking statements made in this
announcement, whether as a result of new information, future events
or otherwise, except as required by law.
Contact:
Broadcom Inc.
Beatrice F. Russotto
Investor Relations
408-433-8000
investor.relations@broadcom.com
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SOURCE Broadcom Inc.